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HomeMy WebLinkAboutNW Baseball Ventures I, LLC GESA Stadium Lease Amendment No. 2SECOND AMENDMENT TO BASEBALL STADIUM LEASE THIS SECOND AMENDMENT TO BASEBALL STADIUM LEASE is made and entered into this day of January, 2015, by and between the City of Pasco, a Washington Municipal Corporation ("City"), and Northwest Baseball Ventures I, LLC, a Washington limited company (the "Tenant"). RECITALS: A. City and Tenant have executed that certain Baseball Stadium Lease Agreement dated January 14, 2008 (the "Lease"), which was subsequently amended by the First Amendment to Baseball Stadium Lease ("First Amendment") on the2nd day of June, 2008; and B. City and Tenant desire to modify certain terms of the Baseball Stadium Lease as provided below. NOW, THEREFORE, in consideration of the mutual covenants contained herein, it is agreed as follows; Rent. Section 4.1 entitled "Rent" shall be and hereby is amended and shall read as follows: 4.1 Rent. Tenant agrees to pay annual rent in the following amounts ("Rent"): Period Annual Rent From the Effective Date to 12/31/08 $25,000.00 1/1/09 to 12/31/09 $26,000.00 1/1/10 to 12/31/10 $27,000.00 1/l/11 to 12/31/11 $28,000.00 1/1/12 to 12/31/12 $29,000.00 1/1/13 to 12/31/13 $30,000.00 1/1/14 to 12/31/14 $31,000.00 1/1/15 to 12/31/15 $28,358.74 1/1/16 to 12/31/16 $29,244.95 1/1/17 to 12/31/17 $30,131.16 Rent shall be paid to City at 525 North 3rd Avenue, Pasco, Washington 99301, Attention: City Treasurer ("City's Address"). Tenant shall pay Rent in a lump sum annually on June 15 of each calendar year during the Term. Tenant shall pay a late service charge on all past due rent at the rate of five percent (5%) per month, but in no event higher than the legit limit. In addition to the Rent specified in Section 4. 1, from and after January 1, 2015, the Tenant shall pay leasehold excise tax in accordance with Chapter 82.29A RCW (the "Leasehold Tax") for the remainder of the terms in the following amounts: Second Amendment to Baseball Stadium Lease - Page 1 of 4 50 , w Period Tax 1/1/15 to 12/31/15 $3,641.26 1/1/16 to 12/31/16 $3,755.05 1/1/17 to 12/31/17 $3,868.84 If City raises the admission tax on tickets to view events in the Baseball Stadium above two and one-half percent (2.5%), the Rent set forth above shall be reduced on a dollar for dollar basis for each year the dollar amount of admission taxes collected by Tenant has already paid Rent, City shall refund to Tenant a portion of the Rent overpaid as a result of the application of this provision. 2. Improvements. That Section 6.3 entitled "hnprovements" shall be and hereby is amended by the addition of the following: 6.3 Improvements. f. In addition to the Improvements as provided in Section 6.3.a above, the City shall allow Tenant to make and install Improvements to the clubhouse facility having an approximate value of $40,000. Tenant shall use good faith and diligent efforts to complete the construction of the Improvements and for the Improvements to be ready for occupancy no later than June 1, 2015. The Improvements shall be constructed and installed according to all governing laws and regulations, including but not limited to, the Americans with Disabilities Act. Prior to constructing or installing the Improvements, Tenant shall submit to City plans and specifications for the Improvements for City approval, such approval not to be unreasonably withheld. The location of the Improvements shall be subject to the prior approval of City. During the term of the Lease, Tenant shall maintain ownership of the Improvements; however, at the expiration of the Term, City may (i) require Tenant to remove the Improvements or (ii) allow Tenant to abandon the Improvements, at which time, the Improvements shall become part of the Property and be owned by City. g. In addition to the Improvements as provided in Section 6.3.b above, Tenant shall provide City with an accounting of the actual third -party costs and expenses incurred by Tenant to install the Improvements to the clubhouse facility, including paint, carpet/flooring and any built-in cabinets and counters, such costs not to include fees to Tenant or affiliates of Tenant, furniture or fixture costs, or other non -third party expenses. If requested by the City, the accounting shall be accompanied by receipts, contracts, or any other reasonable evidence of the costs incurred by Tenant for the Improvements. Upon City review and approval of such accounting, the costs incurred by Tenant to install the hnprovements shall constitute the Approved Costs. h. In addition to the Improvements as provided in Section 6.3.c above, City shall provide Tenant with an annual credit for the against the Rent in an amount equal to one- eighth (1/8th) of the Approved Costs for the clubhouse facility, such credit shall not exceed $5,000 annually, or $40,000 in the aggregate (the "Rent Credit"). Second Amendment to Baseball Stadium Lease - Page 2 of 4 i. If City and Tenant mutually agree upon the Rent during the Extension Term and extend this Lease through the Extension Term for the clubhouse facility, then Tenant shall be eligible for the Rent Credit through the Extension Term in accordance with the rate provided in subsection h above. If Tenant terminates this Lease after the expiration of the Initial Term without exercising its option to extend the lease, then Tenant shall have forfeited any remaining Rent Credit. j. If Tenant exercises its option to extend this Lease for the clubhouse facility, but City and Tenant have not mutually agreed on the Rent for the Extension Term at least twelve (12) months prior to the last day of the Initial Term, then (i) upon expiration of this Lease following the end of the Initial Term and provided that Tenant has otherwise complied with the terms of this Lease, Tenant shall receive one-third (1/3) of the Rent Credit as a termination fee within sixty (60) days following the last day of the Initial Term; and (ii) this Lease shall terminate upon the expiration of the Initial Term. Notwithstanding the preceding sentence, if City proposes an amount for annual Rent for the Extension Term which does not exceed $34,000 (including leasehold tax), and Tenant does not accept this proposal, then Tenant shall have forfeited any right to a termination fee upon the expiration of this Lease. 3. Remaining Terms and Conditions. All remaining terms and conditions of the Baseball Stadium Lease as amended by the First Amendment to Baseball Stadium Lease not inconsistent with the Amendments provided by this Agreement, shall remain in full force and effect. If there are any conflicts between the terms and provisions of the Lease, the First Amendment, and this Second Amendment, the terms of the Second Amendment shall control. 4. Counterparts. This Second Amendment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. This Lease or any counterpart may be executed and delivered by facsimile transmission with an executed hard copy to follow. 5. Definitions. All terms and definitions used in this Second Amendment hot herein defined are to be give the definition of the term as provided in the Lease, unless specifically stated otherwise. 6. Authorization. Each party represents and warrants to the other that it fully empowered and authorized to execute and deliver this Second Amendment, and the individual signing this Second Amendment on behalf of such party represents and warrants to the other party that he or she is fully empowered and authorized to do so. IN WITNESS WHEREOF, City and Tenant have executed this Second Amendment the day and year first above written. Second Amendment to Baseball Stadium Lease - Page 3 of 4 CITY: City of Pasco, a Washington Municipal Corporation By: Dave Zabell, City er TENANT: Northwest Baseball Ventures I, LLC, a Washington Limitejdd Liability/ Company By:�_�F Title: P/�SsQ Pi t/ Second Amendment to Baseball Stadium Lease - Page 4 of 4